{"id":38553,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/booking-contract-world-wrestling-federation-entertainment-in2.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"booking-contract-world-wrestling-federation-entertainment-in2","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/booking-contract-world-wrestling-federation-entertainment-in2.html","title":{"rendered":"Booking Contract &#8211; World Wrestling Federation Entertainment Inc. and Vincent K. McMahon"},"content":{"rendered":"<pre> \n                WORLD WRESTLING FEDERATION ENTERTAINMENT, INC.\n                               BOOKING CONTRACT\n\n                                        \n     This  World Wrestling Federation Entertainment, Inc.  Booking Contract\n(\"Agreement\"), dated this Fifteenth (15th) day of February, 2000, and made\neffective as of January 1, 2000, by and between World Wrestling Federation\nEntertainment, Inc., a Delaware corporation, with its principal place of\nbusiness at 1241 East Main Street, Stamford, Connecticut 06902 (hereinafter\nreferred to as \"COMPANY\"), and Vincent K. McMahon, an individual residing at 14\nHurlingham Drive, Greenwich, CT 06831 (hereinafter referred to as \"TALENT\").\n\n\n                                   PREMISES\n\n     WHEREAS, COMPANY is duly licensed, as required, to conduct professional\nwrestling exhibitions and is actually engaged in the business of organizing,\npublicizing, arranging, staging and conducting professional wrestling\nexhibitions throughout the world and of representing professional wrestlers in\nthe promotion and exploitation of a professional wrestler's name, likeness,\npersonality and character; and\n\n     WHEREAS, COMPANY has established a nationwide network of television\nstations which regularly broadcast COMPANY's wrestling programs for purposes of\npublicizing COMPANY's professional wrestling exhibitions and COMPANY has\nestablished a network of cable television organizations which regularly\nbroadcast COMPANY's professional wrestling exhibitions on a pay-per-view basis;\nand in addition thereto, COMPANY has developed and produced certain other\ntelevision programs, which are also used to publicize, display and promote\nCOMPANY's professional wrestling exhibitions; and\n\n     WHEREAS, COMPANY's business operations afford TALENT opportunities to\nwrestle and obtain public exposure which will increase the value of his\nwrestling services and his standing in the professional wrestling community and\nentertainment industry; and\n\n     WHEREAS, TALENT is duly licensed, as required, to engage in professional\nwrestling exhibitions and is actually engaged in the business of performing as a\nprofessional wrestler; and\n\n     WHEREAS, TALENT is a performing artist and the professional wrestling\nexhibitions arranged by COMPANY constitute demonstrations of wrestling skills\nand abilities designed to provide athletic-styled entertainment to the public,\nand such wrestling exhibitions constitute entertainment and are not competitive\nsports; and\n\n     WHEREAS, TALENT desires COMPANY to arrange wrestling matches for TALENT and\nto assist TALENT in obtaining public exposure through live exhibitions,\ntelevision programs, public appearances, and merchandising activities, or\notherwise;\n\n                                       1\n\n \n     NOW THEREFORE, in consideration of the mutual promises and agreements as\nset forth herein and for other good and valuable consideration, the receipt and\nsufficiency of which are hereby acknowledged, the parties intending to be\nlegally bound, do hereby agree as follows:\n\n                                  1.  BOOKING\n\n1.1  TALENT hereby grants exclusively to COMPANY, and COMPANY hereby accepts,\nthe following worldwide rights:\n\n     (a) During the term of this Agreement as defined below, the right to engage\nTALENT's performance in wrestling matches at professional wrestling exhibitions,\nas well as appearances of any type at other events, engagements or entertainment\nprograms in which TALENT performs services as a professional wrestler,\nentertainer or otherwise directed by COMPANY in its sole discretion\n(collectively the \"Events\"), whether such Events are staged before a live\naudience, in a television broadcast studio, on location (for later viewing or\nbroadcast) or otherwise.\n\n     (b) During the term of this Agreement as defined below, the right, in\nperpetuity, to sell or otherwise distribute tickets of admission to the general\npublic for viewing any or all of the Events, as well as to view the Events on\nany closed circuit television, pay-per-view television, video exhibition or any\nother medium now known or hereinafter discovered.\n\n     (c) During the term of this Agreement and thereafter, as provided for in\nthis Agreement, the right to solicit, negotiate, and enter into agreements for\nand on behalf of TALENT for the exploitation of Intellectual Property (as\ndefined hereinbelow) for merchandising, commercial tie-ups, publishing, personal\nappearances, performances in non-wrestling events and endorsements.\n\n1.2  In consideration of TALENT's granting of rights, license and other\nservices, as set forth herein, and provided TALENT shall faithfully and fully\nperform all obligations hereunder, COMPANY shall endeavor to book TALENT as an\nindividual or as a member of a group, which determination shall be made in\nCOMPANY's sole discretion, in matches at various Events.\n\n                                   2.  WORKS\n\n2.1  If COMPANY books TALENT to appear and perform at Events, TALENT hereby\ngrants to COMPANY and COMPANY hereby accepts, the exclusive right during the\nterm of this Agreement to video tape, film, photograph, or otherwise record, or\nto authorize others to do so, by any media now known or hereinafter discovered,\nTALENT's appearance, performance, commentary, and any other work product for any\nor all of the Events.  (These recordings by tape, disc, film, or otherwise are\ncollectively referred to herein as the \"Programs\".)\n\n2.2  Notwithstanding the termination of this Agreement for any reason, and\nnotwithstanding any other provision of this Agreement, COMPANY shall have the\nright to produce, reproduce, reissue, manipulate, reconfigure, license,\nmanufacture, record, perform, exhibit, broadcast, televise by any form of\ntelevision (including without limitation, free, cable, pay cable, closed circuit\nand \n\n                                       2\n\n \npay-per-view television), transmit, publish, copy, reconfigure, compile,\nprint, reprint, vend, sell, distribute and use via any other medium now known or\nhereinafter discovered,  and to authorize others to do so, the Programs, in\nperpetuity, in any manner or media and by any art, method or device, now known\nor hereinafter discovered (including without limitation, by means of videodisc,\nvideocassette, optical, electrical and\/or digital compilations, theatrical\nmotion picture and\/or non-theatrical motion picture).  All gags, costumes or\nparts of costumes, accessories, crowns, inventions, championship, title or other\nbelts (if applicable), and any other items of tangible property provided to\nTALENT by COMPANY and\/or containing New Intellectual Property as defined in\nparagraph 3.2 (a) shall be immediately returned to COMPANY upon termination of\nthis Agreement for any reason.\n\n2.3  TALENT's appearance, performance and work product in any or all of the\nEvents and\/or Programs shall be deemed work for hire; and notwithstanding the\ntermination of this Agreement, COMPANY shall own, in perpetuity, all Programs\nand all of the rights, results, products and proceeds in and to, or derived from\nthe Events and Programs (including without limitation, all incidents, dialogue,\ncharacters, actions, routines, ideas, gags, costumes or parts of costumes,\naccessories, crowns, inventions, championship, title or other belts (if\napplicable), and any other tangible or intangible materials written, composed,\nsubmitted, added, improvised, or created by or for TALENT in connection with\nappearance at the Events and\/or in the Programs) and COMPANY may obtain\ncopyright and\/or trademark and\/or any other legal protection therefor, now known\nor hereinafter discovered, in the name of COMPANY and\/or on behalf of COMPANY's\ndesignee.\n\n2.4  If COMPANY directs TALENT, either singly or in conjunction with COMPANY, to\ncreate, design or develop any copyrightable work (herein referred to as a\n\"Development\"), such Development shall be deemed work for hire and COMPANY shall\nown such Development.  All Programs and Developments referred to in this\nAgreement are collectively referred to as \"Works.\"\n\n2.5  All Works and TALENT's contributions thereto shall belong solely and\nexclusively to COMPANY in perpetuity notwithstanding any termination of this\nAgreement.  To the extent that such Works are considered: (i) contributions to\ncollective works, (ii) a compilation, (iii) a supplementary work and\/or (iv) as\npart or component of a motion picture or other audio-visual work, the parties\nhereby expressly agree that the Works shall be considered \"works made for hire\"\nunder the United States Copyright Act of 1976, as amended (17 U.S.C. (S) 101 et\nseq.).  In accordance therewith, all rights in and to the Works shall belong\nexclusively to COMPANY in perpetuity, notwithstanding any termination of this\nAgreement.  To the extent that such Works are deemed works other than \"works\nmade for hire,\" TALENT hereby assigns to COMPANY all right, title and interest\nin and to all rights in such Works and all renewals and extensions of the\ncopyrights or other rights that may be secured under the laws now or hereafter\nin force and effect in the United States of America or any other country or\ncountries.\n\n                           3.  INTELLECTUAL PROPERTY\n\n3.1  The parties agree that as of the date of this Agreement, all service marks,\ntrademarks and any and all other distinctive and identifying indicia under which\nTALENT claims any rights, \n\n                                       3\n\n \nincluding but not limited to TALENT's legal name, nickname, ring name, likeness,\npersonality, character, caricatures, voice, signature, costumes, props,\ngimmicks, gestures, routines and themes, which are owned by TALENT or in which\nTALENT has any rights anywhere in the world (collectively, the \"Original\nIntellectual Property\") are described and identified on Schedule A attached\nhereto and incorporated herein by reference. During the Term of the Agreement,\nTALENT hereby assigns in good faith to COMPANY and COMPANY hereby accepts all\nworldwide right, title and interest in and to TALENT's Original Intellectual\nProperty, including, but not limited to, the rights to license, reproduce,\nmanipulate, promote, expose, exploit and otherwise use the Original Intellectual\nProperty anywhere in the world in any commercial manner, media, art form, method\nor device now known or hereinafter discovered.\n\n3.2  (a)  With the exception of TALENT's Original Intellectual Property, any\nservice marks, trademarks and\/or distinctive and identifying indicia, including\nring name, nickname, likeness, personality, character, caricatures, voice,\nsignature, props, gestures, routines, themes, incidents, dialogue, actions,\ngags, costumes or parts of costumes, accessories, crowns, inventions,\nchampionship, title or other belts (if applicable), and any other items of\ntangible or intangible property written, composed, submitted, added, improvised,\ncreated and\/or used by or associated with TALENT's performance in the business\nof professional wrestling or sports entertainment during the term of this\nAgreement (collectively the \"New Intellectual Property\") are hereby assigned to\nand shall belong to COMPANY, in perpetuity, with COMPANY retaining all such\nownership rights exclusively throughout the world notwithstanding any\ntermination of this Agreement.\n\n     (b) Upon the termination of this Agreement, all rights in and to the\nOriginal Intellectual Property shall revert to TALENT, except that COMPANY, its\nlicensees, sublicensees and assigns may continue to exploit any and all\nmaterials, goods, merchandise and other items incorporating the Original\nIntellectual Property made before such termination, until all such materials,\ngoods and merchandise are sold off.\n\n3.3  It is the intention of the parties that the New Intellectual Property\nbelongs to COMPANY, in perpetuity, even to the exclusion of TALENT, and shall\nsurvive the termination of this Agreement for any reason.  COMPANY shall have\nthe exclusive right to assign, license, sublicense, reproduce, promote, expose,\nexploit and otherwise use the New Intellectual Property in any commercial manner\nnow known or hereinafter discovered, regardless of  whether such rights are\nexercised during or after the Term of this Agreement and notwithstanding\ntermination of this Agreement for any reason.\n\n3.4  The Original Intellectual Property and the New Intellectual Property are\nhereinafter collectively referred to as \"Intellectual Property.\"\n\n3.5  TALENT agrees to cooperate fully and in good faith with COMPANY for the\npurpose of securing and preserving COMPANY's rights in and to the Intellectual\nProperty.  In connection herewith, TALENT acknowledges and hereby grants to\nCOMPANY the exclusive worldwide right during the Term of this Agreement (with\nrespect to Original Intellectual Property) and in perpetuity \n\n                                       4\n\n \n(with respect to New Intellectual Property) to apply for and obtain trademarks,\nservice marks, copyrights and other registrations throughout the world in\nCOMPANY's name and\/or on behalf of Company's designee. At COMPANY's expense and\nrequest, COMPANY and TALENT shall take such steps, as COMPANY deems necessary\nfor any registration or any litigation or other proceeding, to protect COMPANY's\nrights in the Original Intellectual Property and\/or New Intellectual Property\nand\/or Works.\n\n                               4.  MERCHANDISING\n\n4.1  TALENT hereby agrees that COMPANY shall have the exclusive right (i) during\nthe Term of this Agreement and thereafter, as provided in this Agreement, to use\nthe Original Intellectual Property and (ii) in perpetuity, to use the New\nIntellectual Property in connection with the manufacture, production,\nreproduction, reissuance, manipulation, reconfiguration, broadcast, rebroadcast,\ndistribution, sale, and other commercial exploitation in any manner, now known\nor hereinafter discovered, of any and all materials, goods, merchandise and\nother items incorporating the Intellectual Property.  As to all such materials,\ngoods, merchandise or items created, developed, produced and\/or distributed\nduring the Term of this Agreement using the Original Intellectual Property,\nCOMPANY shall have the exclusive right to sell and exploit such materials, goods\nand merchandise until the sell-off of same.  As to all such materials, goods,\nmerchandise or items using the New Intellectual Property, COMPANY shall have the\nexclusive right, in perpetuity, to sell and exploit same forever.  By way of\nexample and not of limitation, such items include t-shirts, posters, photos,\nvideo tapes and video cassettes, dolls, books, biographies, articles and\nstories, and any other such material goods, merchandise, or items relating to\nTALENT.\n\n4.2  It is the intention of the parties that COMPANY's rights described under\nparagraph 4.1 are exclusive to COMPANY even to the exclusion of TALENT.  COMPANY\nshall own all copyrights and trademarks in any and all such materials, goods,\nmerchandise and items and shall be entitled to obtain copyright, trademark,\nservice mark or other registrations in COMPANY's name or on behalf of its\ndesignee; and  TALENT shall provide all reasonable assistance to COMPANY in so\nobtaining such copyright, trademark, service mark or other registrations.\n\n                                5.  EXCLUSIVITY\n\n5.1  It is the understanding of the parties that all rights, licenses,\nprivileges and all other items herein given or granted or assigned by TALENT to\nCOMPANY are exclusive to COMPANY even to the exclusion of TALENT.\n\n                            6.  TERM AND TERRITORY\n\n6.1  The term of the Agreement shall be co-terminus with a certain Employment\nAgreement dated October 14, 2000 between World Wrestling Federation\nEntertainment, Inc. and Vincent K. \n\n                                       5\n\n \nMcMahon (\"Contract\"). In the event the Contract is terminated for any reason, it\nis agreed that this Agreement shall automatically terminate effective the date\nof termination of the Contract.\n\n6.2  Reference herein to the Term hereof means the Initial Term and any such\nRenewal Term.  During any such Renewal Term, all rights, duties, obligations,\nand privileges hereunder shall continue as stated herein. Notwithstanding\nanything herein to the contrary, termination of this Agreement for any reason\nshall not affect COMPANY's ownership of and rights in, including but not limited\nto, any Works, New Intellectual Property and any registrations thereof, or the\nrights, results, products, and proceeds in and to and derived from TALENT during\nthe Term of this Agreement; and the exploitation of rights set forth in\nParagraphs l, 2, 3 and 4 hereof in any and all media now known or hereinafter\ndiscovered.\n\n6.3  The territory of this Agreement shall be the world.\n\n                            7.  PAYMENTS\/ROYALTIES\n\n\n7.1  This paragraph is intentionally left blank.\n\n7.2  (a)  If TALENT appears and performs in any Event in an arena before a live\naudience at which admission is charged other than those arena events which are\ntaped or broadcast for purposes pursuant to paragraph 7.2 (b) and paragraph 7.2\n(c) hereof (hereinafter \"House Shows\"), TALENT shall be paid by COMPANY an\namount equal to such percentage of the paid receipts for such House Show from\nthe live House Show gate receipts only as is consistent with the nature of the\nmatch in which TALENT appears, i.e., preliminary, mid-card, main event, etc. and\nany standards COMPANY establishes specifically for such House Show.  However,\nsuch amount shall not be less than One Hundred Fifty Dollars ($150.00) per House\nShow.\n\n     (b) If TALENT appears and performs in connection with an arena or studio\nEvent which is taped or broadcast for use on COMPANY's television network or on\na pay-per-view basis (\"TV Taping\"), TALENT shall be paid by COMPANY an amount\nnot less than Fifty Dollars ($50.00) for each day of TV Taping, if any, on which\nTALENT renders services hereunder in connection with the production of  the TV\nTaping.\n\n7.3  PROMOTER shall not be liable in any way to pay royalties, residuals, fees,\nor any other compensation whatsoever to WRESTLER in connection with the\nperformance of WRESTLER's Services hereunder other than as set forth in\nParagraph 7.2 above.\n\n7.4  This paragraph is intentionally left blank.\n\n7.5  This paragraph is intentionally left blank.\n\n                                       6\n\n \n7.6  In the event the Original and\/or New Intellectual Property are used by\nCOMPANY or licensed, sublicensed or assigned for non-wrestling personal\nappearances and performances such as personal appearances for advertising or\nnon-wrestling promotional purposes, radio and television commercials, movies,\netc., TALENT shall earn an amount to be mutually agreed to by TALENT and by\nCOMPANY.\n\n7.7  If COMPANY instructs TALENT to appear and perform in any Events or Programs\nas a commentator and\/or to participate in post-Event production and\/or voice-\nover activities as a commentator, TALENT's commentating shall be deemed work-\nfor-hire and TALENT hereby assigns to COMPANY and COMPANY shall own all rights,\nin perpetuity, to all of TALENT's commentary and TALENT shall not be entitled to\nreceive any royalty payments, or any additional compensation or residual\npayments whatsoever, as a result of COMPANY's commercial exploitation of such\ncommentary in any form, whether broadcast programming, cable programming, pay-\nper-view programming, videotapes, videodiscs, the Internet or other mediums now\nor hereinafter discovered.\n\n7.8  It is the understanding of the parties that TALENT shall not be paid\nanything for COMPANY's exploitation of the Original and\/or New Intellectual\nProperty in any of COMPANY's magazines or other publications, which COMPANY may\npublish, produce or distribute at arenas, at newsstands and\/or by mail or\nthrough electronic or any other manner of media or distribution, now known or\nhereinafter discovered, including, but not limited to, publication or\ndistribution on the Internet or America On Line.\n\n7.9  For the avoidance of doubt and subject to paragraph 12.2, the non-compete\nprovision of this Agreement, TALENT acknowledges and agrees that TALENT shall\nonly be eligible for the payments set forth in paragraphs 7.1 through 7.6 above\nin connection with Events or activities conducted by COMPANY.\n\n                           8. COMPANY'S OBLIGATIONS\n\n8.1  Although under paragraph 9.1 TALENT shall bear responsibility for obtaining\nappropriate licenses for participating in wrestling exhibitions, COMPANY shall\nbe responsible for obtaining all other appropriate licenses to conduct\nprofessional wrestling exhibitions involving TALENT.  If COMPANY, at its\ndiscretion, agrees to assist TALENT in obtaining his licenses, TALENT shall\nreimburse COMPANY for its fees and expenses incurred in connection therewith.\n\n8.2  COMPANY shall bear the following costs in connection with the development\nand enhancement of the value of TALENT's performance hereunder and TALENT's\nstanding in the professional wrestling community, all of which shall benefit\nTALENT:\n\n     (a) In connection with TALENT's appearances and performance at Events\nstaged before a live audience, COMPANY shall bear the cost of location rental,\nCOMPANY's third party comprehensive liability insurance for the benefit of the\nvenues, applicable state and local admission taxes, promotional assistance,\nsound and light equipment, wrestling ring, officials, police and fire\n\n                                       7\n\n \nprotection, and such additional security guards as COMPANY shall require in its\ndiscretion during a professional wrestling match;\n\n     (b) In connection with the production, distribution, and exploitation of\nthe Programs, COMPANY shall bear all costs incurred in connection with such\nproduction, distribution, broadcast, transmission or other forms of mass media\ncommunication;\n\n     (c) In connection with any product or service licensing activities and\/or\nmerchandising activities, COMPANY shall bear all costs of negotiating, securing\nor otherwise obtaining the product or service licensing arrangements, including\ncosts of agents, consultants, attorneys and others involved in making the\nproduct or service licensing activities; and COMPANY shall bear all costs of\ncreating, designing, developing, producing and marketing merchandise or\nservices.  In order to fulfill these obligations, COMPANY may make any\narrangements, contractual or otherwise, it deems appropriate to delegate,\nassign, or otherwise transfer its obligations.\n\n                           9.  TALENT'S OBLIGATIONS\n\n9.1  TALENT shall bear responsibility for obtaining all appropriate licenses to\nengage in, participate in, or otherwise appear in professional wrestling\nexhibitions.\n\n9.2  TALENT shall be responsible for TALENT's own training, conditioning, and\nmaintenance of wrestling skills and abilities, as long as they do not interfere\nwith TALENT's appearance at scheduled events as follows:\n\n     (a) TALENT shall establish his own training program, shall select time of\ntraining, duration of training, exercises, pattern of exercise and other actions\nappropriate to obtaining and maintaining physical fitness for wrestling. TALENT\nshall select his own training apparatus, including mats, weights, machines and\nother exercise paraphernalia. TALENT is responsible for supplying his own\ntraining facilities and equipment, whether by purchase, lease, license, or\notherwise.\n\n     (b) TALENT shall establish his own method of physical conditioning, shall\nselect time for conditioning, duration of conditioning and form of conditioning.\nTALENT shall select time for sleep, time for eating, and time for other\nactivities.  TALENT shall select his own foods, vitamins and other ingested\nitems, excepting illegal and\/or controlled substances and drugs, which are\nprohibited by COMPANY's Drug Policy.\n\n9.3  TALENT shall be responsible for providing all costumes, wardrobe, props,\nand make-up necessary for the performance of TALENT's services at any Event and\nTALENT shall bear all costs incurred in connection with his transportation to\nand from any such Events (except those transportation costs which are covered by\nCOMPANY's then current Travel Policy), as well as the \n\n                                       8\n\n \ncosts of food consumed and hotel lodging utilized by TALENT in connection with\nhis appearance at such Events.\n\n9.4  TALENT shall use best efforts in employing TALENT's skills and abilities as\na professional TALENT and be responsible for developing and executing the\nvarious details, movements, and maneuvers required of wrestlers in a\nprofessional wrestling exhibition.\n\n9.5  TALENT shall take such precautions as are appropriate to avoid any\nunreasonable risk of injury to other wrestlers in any and all Events.  These\nprecautions shall include, without limitation, pre-match review of all wrestling\nmoves and maneuvers with wrestling partners and opponents; and pre-match\ndemonstration and\/or practice with wrestling partners and opponents to insure\nfamiliarity with anticipated wrestling moves and maneuvers during a wrestling\nmatch.  In the event of injury to TALENT, and\/or TALENT's partners and opponents\nduring a wrestling match, TALENT shall immediately signal partner, opponent\nand\/or referees that it is time for the match to end; and TALENT shall finish\nthe match forthwith so as to avoid aggravation of such injury.\n\n9.6  TALENT shall use best efforts in the ring in the performance of wrestling\nservices for a match or other activity, in order to provide an honest exhibition\nof TALENT's wrestling skills and abilities, consistent with the customs of the\nprofessional wrestling industry; and TALENT agrees all matches shall be finished\nin accordance with the COMPANY's direction.  Breach of this paragraph shall\ncause a forfeiture of any payment due TALENT pursuant to SECTION 7 of this\nAgreement and all other obligations of COMPANY to TALENT hereunder, shall\nentitle COMPANY to terminate this Agreement, but such breach shall not terminate\nCOMPANY's licenses and other rights under this Agreement.\n\n9.7  TALENT agrees to cooperate and assist without any additional payment in the\npublicizing, advertising and promoting of scheduled Events, including without\nlimitation, appearing at and participating in a reasonable number of joint\nand\/or separate press conferences, interviews, and other publicity or\nexploitation appearances or activities (any or all of which may be filmed,\ntaped, or otherwise recorded, telecast by any form of television now known or\nhereafter discovered, including without limitation free, cable, pay cable, and\nclosed circuit and pay-per-view television, broadcast, exhibited, distributed,\nand used in any manner or media and by any art, method, or device now known or\nhereafter created, including without limitation by means of videodisc, video\ncassette, theatrical motion picture and\/or non-theatrical motion picture and\nInternet), at times and places designated by COMPANY, in connection therewith.\n\n9.8  TALENT acknowledges the right of COMPANY to make decisions with respect to\nthe preparation and exploitation of the Programs and\/or the exercise of any\nother rights respecting Original and\/or New Intellectual Property, and in this\nconnection TALENT acknowledges and agrees that COMPANY's decision with respect\nto any agreements disposing of the rights to the Original and\/or New\nIntellectual Property are final, except as to TALENT's legal name, which COMPANY\nmay only dispose of upon TALENT's written consent.  TALENT agrees to execute any\nagreements COMPANY deems necessary in connection with any such agreements, and\nif \n\n                                       9\n\n \nTALENT is unavailable or refuses to execute such agreements, COMPANY is hereby\nauthorized to do so in TALENT's name as TALENT's attorney-in-fact.\n\n9.9  TALENT agrees to cooperate fully and in good faith with COMPANY to obtain\nany and all documentation, applications or physical examinations as may be\nrequired by any governing authority with respect to TALENT's appearance and\/or\nperformance in a professional wrestling match.\n\n9.10 TALENT, on behalf of himself and his heirs successors, assigns and personal\nrepresentatives,  shall indemnify and defend COMPANY and COMPANY's licensees,\nassignees, parent corporation, subsidiaries and affiliates and its and their\nrespective officers, directors, employees, advertisers, insurers and\nrepresentatives and hold each of them harmless against any claims, demands,\nliabilities, actions, costs, suits, attorney fees, proceedings or expenses,\nincurred by any of them by reason of TALENT's breach or alleged breach of any\nwarranty, undertaking, representation, agreement, or certification made or\nentered into herein or hereunder by TALENT. TALENT, on behalf of himself and his\nheirs, successors, assigns and personal representatives, shall indemnify and\ndefend COMPANY and COMPANY's licensees, assignees, parent corporation,\nsubsidiaries and affiliates and its and their respective officers, directors,\nemployees, advertisers, insurers and representatives and hold each of the\nharmless against any and all claims, demands, liabilities, actions, costs,\nsuits, attorney fees, proceedings or expenses, incurred by any of them, arising\nout of TALENT'S acts, transactions and\/or conduct within or around the ring,\nhallways, dressing rooms, parking lots, or other areas within or in the\nimmediate vicinity of the facilities where COMPANY has scheduled Events at which\nTALENT is booked.  Such indemnification shall include all claims arising out of\nany acts, transactions and\/or conduct of TALENT or others occurring at Events or\nin connection with any appearances or performances by TALENT not conducted by\nCOMPANY in accordance with this Agreement.\n\n9.11 TALENT shall be responsible for payment of all of TALENT's own Federal,\nstate or local income taxes; all social security, FICA and FUTA taxes, if any,\nas well as all contributions to  retirement plans and programs, or other\nsupplemental income plan or program that would provide TALENT with personal or\nmonetary benefits upon  retirement from professional wrestling.\n\n9.12 (a)  TALENT shall be responsible for his own commercial general liability\ninsurance, worker's compensation insurance, professional liability insurance, as\nwell as any excess liability insurance, as TALENT deems appropriate to insure,\nindemnify and defend TALENT with respect to any and all claims arising out of\nTALENT's own acts, transactions, or conduct.\n\n     (b)  TALENT acknowledges that the participation and activities required by\nTALENT in connection with TALENT's performance in a professional wrestling\nexhibition may be dangerous and may involve the risk of serious bodily injury.\nTALENT knowingly and freely assumes full responsibility for all such inherent\nrisks as well as those due to the negligence of COMPANY, other TALENTs or\notherwise.\n\n                                       10\n\n \n     (c) TALENT, on behalf of himself and his heirs, successors, assigns and\npersonal representatives, hereby releases, waives and discharges COMPANY from\nall liability to TALENT and covenants not to sue COMPANY for any and all loss or\ndamage on account of injury to any person or property or resulting in serious or\npermanent injury to TALENT or  TALENT's death, whether caused by the negligence\nof the COMPANY, other wrestlers or otherwise.\n\n     (d) TALENT acknowledges that the foregoing release, waiver and indemnity is\nintended to be as broad and inclusive as permitted by the law of the State,\nProvince or Country in which the professional wrestling exhibition or Events are\nconducted and that if any portion thereof is held invalid, it is agreed that the\nbalance shall, notwithstanding, continue in full force and effect.\n\n9.13 (a) TALENT may at his election obtain health, life and\/or disability\ninsurance to provide benefits in the event of physical injury arising out of\nTALENT's professional activities; and TALENT acknowledges that COMPANY shall not\nhave any responsibility for such insurance or payment in the event of physical\ninjury arising out of TALENT's professional activities.\n\n     (b) In the event of physical injury arising out of TALENT's professional\nactivities, TALENT acknowledges that TALENT is not entitled to any worker's\ncompensation coverage or similar benefits for injury, disability, death or loss\nof wages; and TALENT shall make no claim against COMPANY for such coverage or\nbenefit.\n\n9.14 TALENT shall act at all times with due regard to public morals and\nconventions during the term of this Agreement.  If TALENT shall have committed\nor shall commit any act or do anything that is or shall be an offense or\nviolation involving moral turpitude under Federal, state or local laws, or which\nbrings TALENT into public disrepute, contempt, scandal or ridicule, or which\ninsults or offends the community or any employee, agent or affiliate of COMPANY\nor which injures TALENT's reputation in COMPANY's sole judgment, or diminishes\nthe value of TALENT's professional wrestling services to the public or COMPANY,\nthen at the time of any such act, or any time after COMPANY learns of any such\nact, COMPANY shall have the right to fine TALENT in an amount to be determined\nby COMPANY; and COMPANY shall have the right to suspend and\/or terminate this\nAgreement forthwith.\n\n                                 10.  WARRANTY\n\n10.1 TALENT represents, warrants, and agrees that TALENT is free to enter into\nthis Agreement and to grant the rights and licenses herein granted to COMPANY;\nTALENT has not heretofore entered and shall not hereafter enter into any\ncontract or agreement which is in conflict with the provisions hereof or which\nwould or might interfere with the full and complete performance by TALENT of his\nobligations hereunder or the free and unimpaired exercise by COMPANY of any of\nthe rights and licenses herein granted to it; TALENT further represents and\nwarrants there are no prior or pending claims, administrative proceedings, civil\nlawsuits, criminal prosecutions or other litigation matters, including without\nlimitation any immigration or athletic commission related matters, affecting\nTALENT which would or might interfere with COMPANY's full and complete \n\n                                       11\n\n \nexercise or enjoyment of any rights or licenses granted hereunder. Any\nexceptions to this Warranty are set forth in Schedule B, attached hereto.\n\n10.2 TALENT represents, warrants and agrees that TALENT is in sound mental and\nphysical condition; that TALENT is suffering from no disabilities that would\nimpair or adversely affect TALENT's ability to perform professional wrestling\nservices; and that TALENT is free from the influence of illegal drugs or\ncontrolled substances, which can threaten TALENT's well being and pose a risk of\ninjury to TALENT or others. To insure compliance with this warranty, TALENT\nshall abide by COMPANY's Drug Policy for TALENT, as well as any and all\namendments, additions, or modifications to the COMPANY's Drug Policy implemented\nduring the Term of this Agreement and consents to the sampling and testing of\nhis urine in accordance with such Policy.  In addition, TALENT agrees to submit\nannually to a complete physical examination by a physician either selected or\napproved by COMPANY.  COMPANY's current Drug Policy, which TALENT acknowledges\nherewith receiving, is annexed hereto and incorporated by reference and made a\npart hereof.\n\n10.3 COMPANY reserves the right to have TALENT examined by a physician of its\nown choosing at its expense at any point during the Term of this Agreement.\n\n10.4 TALENT further represents, warrants and agrees that this Agreement\nsupersedes all prior booking agreements between TALENT and COMPANY, whether\nwritten or oral, and that he has been fully compensated, where applicable, under\nsuch prior booking agreement(s).\n\n                            11.  EARLY TERMINATION\n\n11.1 This Agreement may be terminated prior to the end of its Term by a written\ninstrument executed by each of the parties expressing their mutual consent to so\nterminate without any further liability on the part of either.  In the event of\nsuch early termination, COMPANY shall pay TALENT for all uses of the\nIntellectual Property in accordance with Section 7 of this Agreement.\n\n11.2 This Agreement will be terminated by TALENT's death during the Term, with\nno further compensation due TALENT's heirs, successors, personal representatives\nor assigns.\n\n11.3 Upon the termination of this Agreement for any reason, including breach,\nthe parties acknowledge and agree that COMPANY shall own all right, title and\ninterest in all Works, New Intellectual Property and any registrations thereof\nand COMPANY shall have the exclusive right to sell or otherwise dispose of any\nmaterials, goods, merchandise or other items (i) produced during the Term of\nthis Agreement incorporating any Original Intellectual Property, and (ii)\nproduced incorporating New Intellectual Property, in perpetuity.\n\n                                  12.  BREACH\n\n12.1 The parties further agree that because of the special, unique, and\nextraordinary nature of the obligations of COMPANY and TALENT respecting all\nrights and licenses concerning bookings, \n\n                                       12\n\n \npromoting, Programs, Events, Intellectual Property, which are the subject matter\nof this Agreement, TALENT's breach of this Agreement shall cause COMPANY\nirreparable injury which cannot be adequately measured by monetary relief; as a\nconsequence COMPANY shall be entitled to injunctive and other equitable relief\nagainst TALENT to prevent TALENT's breach or default hereunder and such\ninjunction or equitable relief shall be without prejudice to any other rights,\nremedies or damages which COMPANY is legally entitled to obtain.\n\n12.2 In no circumstances, whatsoever, shall either party to this Agreement be\nliable to the other party for any punitive or exemplary damages; and all such\ndamages, whether arising out of the breach of this Agreement or otherwise, are\nexpressly waived.\n\n                              13.  MISCELLANEOUS\n\n13.1 Nothing contained in this Agreement shall be construed to constitute TALENT\nas an employee, partner or joint venturer of COMPANY, nor shall TALENT have any\nauthority to bind COMPANY in any respect.  TALENT is an independent contractor\nand TALENT shall execute and hereby irrevocably appoints COMPANY attorney-in-\nfact to execute, if TALENT refuses to do so, any instruments necessary to\naccomplish or confirm the foregoing or any and all of the rights granted to\nCOMPANY herein.\n\n13.2 This Agreement contains the entire understanding of the parties with\nrespect to the subject matter hereof and all prior booking contracts entered\ninto between COMPANY and TALENT and as amended are merged into this Agreement.\nThere are no other agreements, representations, or warranties not set forth\nherein with respect to the subject matter hereof; and the parties expressly\nacknowledge that any representation, promise or inducement by any party to any\nother party that is not embodied in this Agreement is not part of this\nAgreement, and they agree that no party shall be bound by or liable for any such\nalleged representation, promise or inducement not set forth herein.\n\n13.3 This Agreement may not be changed or altered except in writing signed by\nCOMPANY and TALENT.\n\n13.4 Any term or provision of this Agreement which is invalid or unenforceable\nin any jurisdiction shall, as to such jurisdiction, be ineffective to the extent\nof such invalidity or unenforceability without rendering invalid or\nunenforceable the remaining terms and provisions of this Agreement, or affecting\nthe validity or enforceability of any of the terms or provisions of this\nAgreement in any other jurisdiction.\n\n13.5 COMPANY shall have the right to assign, license, or transfer any or all of\nthe rights granted to and hereunder to any person, firm or corporation, provided\nthat such assignee has the financial ability to meet the Company's obligations\nhereunder, and if any assignee shall assume in writing COMPANY's obligations\nhereunder, COMPANY shall have no further obligations to TALENT.  TALENT may not\nassign, transfer or delegate his rights or obligations hereunder and any attempt\nto do so shall be void.\n\n                                       13\n\n \n13.6 Any notices required or desired hereunder shall be in writing and sent\npostage prepaid by certified mail, return receipt requested, or by prepaid\ntelegram addressed as follows, or as the parties may hereafter in writing\notherwise designate:\n\nTO COMPANY:                                          TO TALENT:\n\n     World Wrestling Federation\n     Entertainment, Inc.                             Vincent K. McMahon\n     Attn:  Linda E. McMahon                         14 Hurlingham Drive\n            President and Chief Executive Officer    Greenwich, CT 06831\n     1241 E. Main Street\n     Stamford, CT 06902\n\n     The date of mailing shall be deemed to constitute the date of service of\nany such notice by COMPANY.  The date of receipt shall be deemed to constitute\nthe date of service of any such notice by TALENT.\n\n13.7 This Agreement is made in Connecticut and shall be governed by and\ninterpreted in accordance with the laws of the State of Connecticut, exclusive\nof its provisions relating to conflicts of law.\n\n13.8 In the event there is any claim, dispute, or other matter in question\narising out of or relating to this Agreement, the enforcement of any provisions\ntherein, or breach of any provision thereof, it shall be submitted to the\nFederal, state or local courts, as appropriate, only in the State of\nConnecticut.  This provision to submit all claims, disputes or matters in\nquestion to the Federal or state courts in the State of Connecticut shall be\nspecifically enforceable; and each party, hereby waiving personal service of\nprocess and venue, consents to jurisdiction in Connecticut for purposes of any\nother party seeking or securing any legal and\/or equitable relief.\n\n                             14.  CONFIDENTIALITY\n\n14.1 Other than as may be required by applicable law, government order or\nregulations, or by order or decree of the Court, TALENT hereby acknowledges and\nagrees that in further  consideration of COMPANY's entering into this Agreement,\nand continued Agreement, TALENT shall not, at any time during this Agreement, or\nafter the termination of this Agreement for any reason whatsoever, disclose to\nany person, organization, or publication, or utilize for the benefit or profit\nof TALENT or any other person or organization, any sensitive or otherwise\nconfidential business information, idea, proposal, secret, or any proprietary\ninformation obtained while with COMPANY and\/or regarding COMPANY, its employees,\nindependent contractors, agents, officers, directors, subsidiaries, affiliates,\ndivisions, representatives, or assigns.  Included in the foregoing, by way of\nillustration only and not limitation, are such items as reports, business plans,\nsales information, cost or pricing information, lists of suppliers or customers,\ntalent lists, story lines, scripts, story boards or ideas, routines, gags,\ncostumes or parts of costumes, accessories, crowns, inventions, championship,\ntitle or other belts (if applicable) and any other tangible or intangible\nmaterials written, composed, submitted, added, improvised, or created by or for\nTALENT in \n\n                                       14\n\n \nconnection with appearances in the Programs, information regarding any\ncontractual relationships maintained by COMPANY and\/or the terms thereof, and\/or\nany and all information regarding TALENTs engaged by COMPANY.\n\n14.2 TALENT acknowledges and agrees that its agreement to be bound by the terms\nhereof is a material condition of COMPANY's willingness to use and continue to\nuse TALENT's services.  Other than as may be required by applicable law,\ngovernment order or regulation; or by order or decree of the court, the parties\nagree that neither of them shall publicly divulge or announce, or in any manner\ndisclose, to any third party, any of the specific terms and conditions of this\nAgreement; and both parties warrant and covenant to one another that none of\ntheir officers, directors, employees or agents will do so either.\n\n     All of the terms and conditions of any Addenda or Schedules are\nincorporated herein by reference and made a part hereof.\n\nIN WITNESS WHEREOF, the parties have executed this Agreement on the day and year\nfirst above written.\n\nWORLD WRESTLING FEDERATION                    VINCENT K. McMAHON\nENTERTAINMENT, INC.                           (\"TALENT\")\n     (\"COMPANY\")\n\n\nBy:_______________________________            By:___________________________\n     James Ross                                    Vincent K. McMahon\n     Senior Vice President Talent Relations\n     &amp; Wrestling Administration\n\n                                       15\n\n \nSTATE OF CONNECTICUT          )\n                              ) ss:  Stamford\nCOUNTY OF FAIRFIELD           )\n\n     On ____________________ 2000 before me personally came James Ross, Senior\nVice President of Talent Relations &amp; Wrestling Administration., to me known, and\nknown to me to be the individual described in, and who executed the foregoing,\nand duly acknowledged to me that he is a duly authorized corporate officer of\nWorld Wrestling Federation Entertainment, Inc., and that he executed the same on\nbehalf of said Company.\n\n     WITNESS my hand and notarial seal this _____ day of _____________, 2000.\n\n\n\n                                                  ______________________________\n                                                          Notary Public\n\nMy commission expires:  ____________\n\n\n\nSTATE OF CONNECTICUT          )\n                              ) ss:\nCOUNTY OF FAIRFIELD           )\n\n\n     I am a Notary Public for said County and State, do hereby certify that\nVincent K. McMahon personally appeared before me this day and acknowledged the\ndue execution of the foregoing instrument to be his free act and deed for the\npurposes therein expressed.\n\n     WITNESS my hand and notarial seal this _____ day of ______________, 2000.\n\n\n\n \n                                                  ______________________________\n                                                            Notary Public\n\n\nMy commission expires: ____________\n\n                                       16\n\n \n                                  SCHEDULE A\n                        ORIGINAL INTELLECTUAL PROPERTY\n\n                              Vincent K. McMahon\n                                 Vince McMahon\n                                  Mr. McMahon\n\n                                       17\n\n \n                                  SCHEDULE B\n                            EXCEPTIONS TO WARRANTY\n          PENDING CONTRACTS\/CLAIMS\/LITIGATION WHICH MAY INTERFERE OR\n                                 CONFLICT WITH\n                  TALENT'S PERFORMANCE AND\/OR GRANT OF RIGHTS\n\n                                     NONE\n\n                                       18\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[9360],"corporate_contracts_industries":[9532],"corporate_contracts_types":[9539,9544],"class_list":["post-38553","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-world-wrestling-federation-entertainment-inc","corporate_contracts_industries-travel__services","corporate_contracts_types-compensation","corporate_contracts_types-compensation__employment"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/38553","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=38553"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=38553"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=38553"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=38553"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}